UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549


                                


FORM 8-K


CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

 

Date of Report (Date of earliest event reported):  February 3, 2015 (February 1, 2015)

 


NORTHEAST UTILITIES

(Exact name of registrant as specified in its charter)



Massachusetts

001-5324

04-2147929

(State or other jurisdiction

of organization)

(Commission File Number)

(I.R.S. Employer

Identification No.)


300 Cadwell Drive

Springfield, Massachusetts


01104

(Address of principal executive offices)

(Zip Code)


Registrant’s telephone number, including area code: (413) 785-5871


Not Applicable

(Former name or former address, if changed since last report.)

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

 

¨

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

¨

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

¨

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

¨

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 






 

Section 5

Corporate Governance and Management


Item 5.02

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.


On February 1, 2015, Richard H. Booth notified Northeast Utilities, doing business as Eversource Energy (“Eversource”), of his decision not to stand for re-election to the Board of Trustees (the “Board”) and to retire from the Board when his current term expires at Eversource’s 2015 Annual Meeting of Shareholders scheduled for April 29, 2015. Mr. Booth will continue to serve as a member of the Board until the 2015 Annual Meeting of Shareholders.


Section 8

Other Events


Item 8.01

Other Events.


On February 3, 2015, Eversource issued a news release announcing that the Board of Trustees had approved an increase in the quarterly dividend to $0.4175 per share payable on March 31, 2015, to shareholders of record at the close of business on March 2, 2015.  A copy of the news release is attached as Exhibit 99.1 to this Form 8-K and is incorporated herein by reference.


Section 9

Financial Statements and Exhibits


Item 9.01

Financial Statements and Exhibits.


(d)

Exhibits.  


Exhibit Number

Description

99.1

News release, dated February 3, 2015, issued by Northeast Utilities, doing business as Eversource Energy, announcing dividend increase.


[The remainder of this page left blank intentionally.]



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SIGNATURE


Pursuant to the requirements of the Securities and Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.




NORTHEAST UTILITIES

(Registrant)




February 3, 2015

By:

/S/ JAY S. BUTH

Jay S. Buth

Vice President, Controller

and Chief Accounting Officer



3





EXHIBIT INDEX




Exhibit Number

Description

99.1

News release, dated February 3, 2015, issued by Northeast Utilities, doing business as Eversource Energy, announcing dividend increase.










[newsreleasedividend001.jpg]


56 Prospect St., Hartford, Connecticut 06103-2818


800 Boylston St., Boston, Massachusetts 02199



News Release


Eversource Energy Raises Common Dividend By 6.4%


HARTFORD, Conn. and BOSTON, Mass. (February 3, 2015) – The Board of Trustees of Northeast Utilities (NYSE: NU), doing business as Eversource Energy, today approved a quarterly dividend of $0.4175 per share, payable on March 31, 2015, to shareholders of record as of the close of business on March 2, 2015.  


The March 2015 dividend represents a 6.4 percent increase over the previous quarterly dividend level.


“This increase underscores the continued enhancements we are making as a top tier utility that invests billions of dollars in the electric and natural gas delivery systems that serve New England energy consumers, provides a strong and improving level of customer service, and offers investors one of the industry’s most attractive combination of earnings and dividend growth,” said Thomas J. May, chairman, president and chief executive officer of Eversource Energy.


Also today, Eversource announced that it will host its year-end earnings call on Thursday, February 12, 2015 at 9 a.m. Eastern Time and that it expects to release year-end results after the market closes on February 11, 2015.  The call will be webcast at www.eversource.com.  


Eversource Energy operates New England’s largest energy delivery company and is committed to safety, reliability, environmental leadership and stewardship, as well as expanding energy options for approximately 3.6 million electric and natural gas customers in Connecticut, Massachusetts and New Hampshire.  Northeast Utilities, doing business as Eversource Energy, is currently traded on the New York Stock Exchange under the symbol NU and has approximately 317 million common shares outstanding.  On February 2, 2015, the Company began operating under Eversource Energy.  The company’s legal name has not yet changed; however, shareholders will be asked to vote on a proposal to formally change the company’s legal name at the company’s Annual Meeting of Shareholders, which has been set for April 29, 2015.  Effective Thursday, February 19, 2015, the company is expected to commence trading under its new ticker symbol, “ES,” on the New York Stock Exchange.


MEDIA CONTACT:

Jeffrey R. Kotkin

(860) 665-5154


This news release includes statements concerning Eversource Energy’s expectations, beliefs, plans, objectives, goals, strategies, assumptions of future events, future financial performance or growth and other statements that are not historical facts.  These statements are “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995.  In some cases, readers can identify these forward-looking statements through the use of words or phrases such as “estimate, “expect,” “anticipate,” “intend,” “plan,” “project,” “believe,” “forecast,” “should,” “could,” and other similar expressions.  Forward-looking statements involve risks and uncertainties that may cause actual results or outcomes to differ materially from those included in the forward-looking statements.  Factors that may cause actual results to differ materially from those included in the forward-looking statements include, but are not limited to, cyber breaches, acts of war or terrorism, or grid disturbances; the possibility that expected merger synergies will not be realized or will not be realized within the expected time period; actions or inaction of local, state and federal regulatory and taxing bodies; changes in business and economic conditions, including their impact on interest rates, bad debt expense and demand for Eversource Energy’s products and services; fluctuations in weather patterns; changes in laws, regulations or regulatory policy; changes in levels or timing of capital expenditures; disruptions in the capital markets or other events that make Eversource Energy’s access to necessary capital more difficult or costly; developments in legal or public policy doctrines; technological developments; changes in accounting standards and financial reporting regulations; actions of rating agencies; and other presently unknown or unforeseen factors. Other risk factors are detailed from time to time in Eversource Energy’s reports filed with the Securities and Exchange Commission.  Any forward-looking statement speaks only as of the date on which such statement is made, and Eversource Energy undertakes no obligation to update the information contained in any forward-looking statements to reflect developments or circumstances occurring after the statement is made or to reflect the occurrence of unanticipated events.###



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